Combination to create the premier ASX mid-tier gold producer

Transcription

1 Kingsgate Consolidated Dominion Mining Combination to create the premier ASX mid-tier gold producer 20 October 2010

2 Kingsgate Disclaimer Forward Looking Statements These materials include forward looking statements. Forward looking statements inherently involve subjective judgment & analysis & are subject to significant uncertainties, risks & contingencies, many of which are outside of the control of, & may be unknown to, the company. Actual results and developments may vary materially from that expressed in these materials. The types of uncertainties which are relevant to the company may include, but are not limited to, commodity prices, political uncertainty, changes to the regulatory framework which applies to the business of the company & general economic conditions. Given these uncertainties, readers are cautioned not to place undue reliance on such forward looking statements. Forward looking statements in these materials speak only at the date of issue. Subject to any continuing obligations under applicable law or any relevant stock exchange listing rules, the company undertakes any obligation to publicly update or revise any of the forward looking statements, changes in events, conditions or circumstances on which any such statement is based. Competent Persons Statement Information in this presentation that relates to Exploration Results, Mineral Resource and Ore Reserve estimates, geology, drilling and mineralisation of Kingsgate Consolidated Limited, is based on information compiled by Ron James, who is an employee of the Kingsgate Group and is a member of The Australasian Institute of Mining and Metallurgy. Ron James is a Competent Person under the meaning of the JORC Code with respect to Exploration Results, Mineral Resource and Ore Reserve estimates, geology, drilling and mineralisation being presented. He has given his consent to the Public Reporting of these statements concerning Exploration Results, Mineral Resource and Ore Reserve estimates, geology, drilling and mineralisation, and is in agreement with the contents and format of this presentation. Reporting on Exploration Targets Any statement or information relating to the potential quantity and grade of an exploration target, specifically the Chokdee Prospect, is based on recent public announcements and is conceptual in nature. There has been insufficient exploration to define a Mineral Resource and it is uncertain if further exploration will result in the determination of a Mineral Resource. 2

3 Dominion Disclaimer Forward Looking Statements Some statements in this presentation regarding estimates or future events are forward looking statements. They involve risk and uncertainties that could cause actual results to differ from estimated results. Forward looking statements include estimates of future production, cash and total costs per ounce of production, reserve and mineralized material estimates, capital costs, and other estimates or prediction of future activities. They include statements proceeded by words such as believe, estimate, expect, intend, will, and similar expressions. Actual results could differ materially depending on such things as political events, labour relations, currency fluctuations and other general economic conditions, market prices for Dominion Mining Limited and/or Kingsgate Consolidated Limited products, timing of permits and other government approvals and requirements, changes in operating conditions, lower than expected ore grades, unexpected ground and mining conditions, availability and cost of materials and equipment, and risks generally inherent in the ownership and operation of mining properties and investment in foreign countries. Competent Persons Statement The information in this presentation that relates to Exploration Results, Mineral Resources or Ore Reserves of Dominion Mining Limited is based on information compiled by Peter Bamford, Tony Poustie and Paul Androvic who are full-time employees of the Company, members of the Australasian Institute of Mining and Metallurgy. Peter Bamford, Tony Poustie and Paul Androvic have sufficient experience, which is relevant to the style of mineralisation and type of deposit under consideration in relation to Dominion Mining Limited and to the activity, which they are undertaking to qualify as Competent Persons as defined in the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Peter Bamford, Tony Poustie and Paul Androvic, consent to the inclusion in the presentation of the matters based on their information in the form and context in which it appears. 3

4 General Disclaimer The information contained in this presentation is for informational purposes only and does not constitute an offer to issue, or arrange to issue securities or other financial products. The information contained in this presentation is not investment or financial product advice and has been prepared without taking into account the investment objectives, financial situation or particular needs of any person. To the maximum extent permitted by law, none of Dominion Mining Limited, Kingsgate Consolidated Limited, their respective directors, employees or agents, nor any other person accepts any liability including without limitation any liability arising out of fault or negligence for any loss caused from the use of the information contained in this presentation. No representation or warranty, express or implied, is given as to the accuracy, completeness or correctness, likelihood of achievement or reasonableness of any forecasts or other forward looking statements. 4

5 Transaction Overview

6 Combination with Dominion consolidates Kingsgate s position as The Premier ASX Mid-Tier Gold Producer

7 Transaction Highlights Scrip offer enables Kingsgate and Dominion shareholders to participate in the benefits of the combined company Production and exploration upside Robust production growth outlook Potential 300,000 oz pa gold production Substantial, prospective exploration portfolio Strong financial platform Lowers risk profile Enhanced cashflow from strong margins No debt and $47m net cash Ability to pursue further growth initiatives Two production bases Geographic diversification Improved access to capital The premier ASX mid-tier gold producer Combines strong, complementary teams Significant open cut and underground expertise Highly skilled exploration team 7

8 The Premier ASX Mid-Tier Gold Producer Combination of Kingsgate and Dominion moves to fill the void in the ASX gold sector and establishes a position as the preferred mid-tier gold exposure on the ASX Implied A$1.6 Billion market capitalisation 2.4 million ounces Reserves Dominion 421,650 Dominion 950,220 Dominion 80, million ounces Resources Potential gold production up to 300,000 ounces per year Kingsgate 1,932,000 Kingsgate 4,320,000 Kingsgate 132,628 Prospective exploration portfolio Reserves (oz) Resources (oz) FY10 Production (oz) ASX-Listed Gold Companies - Market Capitalisation (A$m) 1 2,000 1,800 1,600 1,400 1,200 1, ,962 3,395 1,561 1,209 1,184 1, Newcrest Andean Kingsgate* Perseus Kingsgate Medusa CGA 2 Avoca Oceana St Barbara Intrepid Regis MDL Resolute Allied Ampella Silver Lake Integra Gryphon Catalpa Beadell Saracen Troy Dominion Adamus Kingsrose Gold One Ramelius Red 5 8 Kingsgate* refers to the combined company following completion of the transaction 1. As at close on 19 October Reflects market capitalisation prior to merger with Anatolia

9 Newcrest Gold One Oceana Allied Intrepid St Barbara Resolute Avoca Kingsgate* CGA Perseus Kingsgate Ramelius Saracen Beadell Andean MDL Silver Lake Regis Medusa Catalpa Adamus Integra Troy Gryphon Ampella Red 5 Dominion Kingsrose Newcrest Allied Oceana St Barbara Resolute Kingsgate* Perseus Andean Kingsgate CGA Gold One MDL Avoca Catalpa Adamus Saracen Regis Red 5 Troy Medusa Ramelius Dominion Integra The Premier ASX Mid-Tier Gold Producer Attributable Reserves (Moz) Attributable Resources (Moz) Kingsgate* refers to the combined company following completion of the transaction. Reserves and resources presented on a gold only, attributable basis. As at 19 October Prior to merger with Anatolia

10 Transaction Summary Transaction Value of Offer Key Terms Conditions Board of Directors 0.31 Kingsgate shares for every 1 Dominion share Unanimously recommended by both Boards Implemented via a Dominion scheme of arrangement Offer values Dominion at A$376m A$3.63 per ordinary share outstanding Premium of 33% over closing price of Dominion shares on 19 October 2010 Premium of 28% based on Dominion s 5-day VWAP Premium of 35% based on Dominion s 30-day VWAP Ownership of combined entity ~76% Kingsgate and ~24% Dominion Customary no shop / no talk provisions Kingsgate right to match a competing offer Share sale facility for eligible shareholders Regulatory and court approvals, including FIRB Dominion shareholder approval 75% by number of shares voted 50% by number of holders voting Peter Alexander to join Board of Kingsgate Indicative Timetable Scheme documentation to be sent to shareholders by late December Dominion shareholder meeting to be held in late January 2011 Anticipated transaction completion in early February

11 Benefits to Kingsgate Shareholders Increases and diversifies reserve and resource base Significantly adds to Kingsgate s gold production Enhanced cashflow from combined operations Combined exploration portfolio for continued organic growth Adds underground mining skills to Kingsgate s operating expertise Agreed transaction has allowed due diligence, reducing acquisition risk Increased size and market presence 11

12 Benefits to Dominion Shareholders Attractive premium Strengthened financial platform and enhanced access to capital to underpin development of exploration portfolio Operational and growth diversification through exposure to Kingsgate s prospective Chatree operations Share in the combined entity s improved scale and market presence 12

13 Executing the Strategy for the Combined Entity

14 Forward Strategy for New Kingsgate Overall Continued focus on gold Expand portfolio in Australasia, South East Asia and South America Look to build diverse portfolio of exploration, development and producing assets Chatree Continue high margin gold production Complete expansion plans Timing of the IPO to be reviewed Challenger Optimise underground production Look to develop near mine exploration opportunities Growth focus Leverage Kingsgate and Dominion s exploration, development and operating capabilities to add value for shareholders Continue to pursue additional growth initiatives to provide balance across the portfolio of operating and growth assets 14

15 Maximising Chatree Potential Recent drilling to extend mineral resources at the Chatree Mine has intersected new high grade gold zones, confirming the high grade underground potential at Chatree Transaction Value-add: Near-term opportunity to leverage Dominion management s underground mining expertise to accelerate highgrade underground development at Chatree Section through Chatree North A pit West-east cross section through Chatree mining leases 15

16 Enhanced Exploration Portfolio Merger creates significant regional exploration portfolio across Australia as well as South East Asia Strong balance sheet and cash flow would enable increased regional exploration program across all tenements Australian Exploration Potential Thailand Exploration Potential 70 kilometers Phichit Province Phitsanulok Province Granted Chatree Pendin g Nakhonsawan Province Phetchabun Province Bangkok Chatree T h a i l a n d Thai Gold Belt 16

17 Strong Financial Platform Creates strong financial platform for future growth Revenue (2010): A$247M Strong Balance Sheet to fund commitments EBITDA (2010): A$125M Organic growth, including enhanced exploration No debt and $47M net cash Flexibility for future acquisitions 17

18 Other Information

19 Pro Forma Market Cap and Operations Kingsgate Dominion Kingsgate Pro Forma* Closing Share Price (19 October 2010) $11.71 $2.73 $11.71 Share Price 30 day VWAP $11.61 $2.69 Shares on Issue 101.1m 103.5m Fully Diluted Shares on Issue m 110.7m 133.3m Market Capitalisation A$1,184m A$283m A$1,561m Cash and Equivalents 2 A$32m A$15m A$47m Debt Nil Nil Nil 2010 Production (ounces) 133,628 80, ,198 * Kingsgate post Dominion acquisition 1. Assumes Kingsgate acquires all outstanding Dominion options for KCN shares 2. Cash balances at 30 June 2010 adjusted for final dividends of both companies; includes bullion 19

20 About Kingsgate and Dominion

21 Overview of Kingsgate 2nd Largest ASX Gold producer (by Market Cap) Key asset: Chatree Mine, Thailand Producing: ~9 years, >1Moz poured Mine life: 12+ years with expansion Mkt Cap: ~A$1.2 Billion Shares: Million, 1.7M options 3rd best performing ASX200 stock over last decade Highest dividend paying gold stock Stock widely held by: Insto s: 19% Aust, 20% USA, 18% Europe/UK, 3% Asia Retail: 28% Directors: 8% Bangkok Chatree T h a i l a n d Thai Gold Belt 21

22 Kingsgate s World Class Chatree Gold Deposit World Class Deposits are >5 Moz Chatree ~6Moz to date & growing (including mined to date) 1.9 Moz Ore Reserve 4.3 Moz Mineral Resource Western Australia s Kalgoorlie Super Pit (same scale) Section A-A 5 km Section B-B 1 km 22

23 Overview of Dominion Approximately 100,000 ounce per annum producer from the Challenger mine in South Australia Mine life of around 4 years based on current reserves and production Mine life of around 9 years based on current resources and production Numerous exploration targets to increase current reserve and resource position Ungeared balance sheet and healthy cash balance Prospective portfolio of regional exploration tenements and applications in Western Australia, South Australia and Laos 23

24 Dominion s Challenger Gold Project Discovered May 1995 and development commenced March 2002 Historical open pit production of around 120,000 ounces at A$280/ounce Underground commissioned in July 2005 Production (FY2006 to FY2010) of 504,922 ounces Cash costs of A$402/ounce Average head grade of 8.2g/t Au Reserves (as at June 30, 2010) of 421,650 ounces Resources (as at June 30, 2010) of 950,220 ounces Challenger has shown strong reserve growth since commencement and further increases in the reserve position are anticipated 24

25 Appendix

26 Chatree Source From Pits Stockpiles Chatree Total Chatree Ore Reserves as at 30 June 2010 (>0.4g/t gold cut-off grade) Category Tonnes Gold Grade Silver Grade Gold Contained (millions) (g/t) (g/t) (million ounces) Proved Probable Total Silver Contained (million ounces) Chatree Mineral Resources Inclusive of Ore Reserves as at 30 June 2010 (>0.3g/t gold cut-off grade) Source Category Tonnes Gold Grade Silver Grade Gold Contained Silver Contained (millions) (g/t) (g/t) (million ounces) (million ounces) From Pits Measured Indicated Inferred Stockpiles Chatree Total Total Competent Persons Statement: Information in this presentation relates to Exploration Results, Mineral Resource and Ore Reserve estimates based on information compiled by the following Competent Persons: Ron James, Fiona Davidson, Guy Davies and Suphanit Suphananthi who are employees of the Kingsgate Group and members of The Australasian Institute of Mining and Metallurgy and Rob Spiers who is an employee of Hellman & Schofield Pty Ltd and member of The Australian Institute of Geoscientists. These people qualify as Competent Persons as defined in the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves (the JORC Code, 2004 edition) and possess relevant experience in relation to the mineralisation being reported herein as Exploration Results, Mineral Resources and Ore Reserves. Each Competent Person has consented to the Public Reporting of these statements and the inclusion of the material in the form and context in which it appears. 26

27 Challenger Challenger Ore Reserves as at 30 June 2010 Source Category Tonnes Gold Grade Gold Contained (thousands) (g/t) (thousand ounces) From Mine Proved Probable 1, Stockpiles Challenger Total Total 2, Challenger Mineral Resources as at 30 June 2010 Source Category Tonnes Gold Grade Gold Contained (thousands) (g/t) (thousand ounces) From Mine Measured Indicated 2, Inferred 1, Stockpiles Challenger Total Total 4, Competent Persons Statement: The information in this presentation that relates to Exploration Results, Mineral Resources or Ore Reserves is based on information compiled by Peter Bamford, Tony Poustie and Paul Androvic who are full-time employees of the Company, members of the Australasian Institute of Mining and Metallurgy. Peter Bamford, Tony Poustie and Paul Androvic have sufficient experience, which is relevant to the style of mineralisation and type of deposit under consideration and to the activity, which they are undertaking to qualify as Competent Persons as defined in the 2004 Edition of the Australasian Code for Reporting of Exploration Results, Mineral Resources and Ore Reserves. Peter Bamford, Tony Poustie and Paul Androvic, consent to the inclusion in the report of the matters based on their information in the form and context in which it appears. 27